Common use of Subordination of Subsidiary Guarantee Clause in Contracts

Subordination of Subsidiary Guarantee. Each Guarantor agrees, and each Holder by accepting a Note agrees, that the Obligations of each Guarantor under its Subsidiary Guarantee, are subordinated and junior in right of payment to the prior payment of all Guarantor Senior Debt on the same basis as the Obligations on, or relating to the Notes, are subordinated and junior in right of payment to the prior payment of all Senior Debt of the Company pursuant to Article 10. In furtherance of the foregoing, each Guarantor agrees, and the Trustee and each Holder by accepting a Note agrees, that the subordination and related provisions applicable to the Obligations of each Guarantor under its Subsidiary Guarantee by virtue of the preceding sentence shall be as set forth in Article 10 as if each reference to "Company" therein were instead a reference to "a Guarantor", each reference to "Senior Debt of the Company" therein were instead a reference to "Guarantor Senior Debt of each Guarantor" and each reference to "Notes" therein were instead a reference to "this Subsidiary Guarantee", with such appropriate modifications as the context may require. For the purposes of the foregoing sentence, the Trustee and the Holders shall have the right to receive and/or retain payments by any of the Guarantors only at such times as they may receive and/or retain payments in respect of the Notes pursuant to this Indenture, including Article 10 hereof. The provisions of this Section 11.02 may not be amended or modified without the written consent of the requisite holders of Guarantor Senior Debt affected thereby.

Subordination of Subsidiary Guarantee. Each Guarantor agrees, and each Holder by accepting a Note agrees, that the Obligations of each Guarantor under its Subsidiary Guarantee, are subordinated and junior in right of payment to the prior payment of all Guarantor Senior Debt on the same basis as the Obligations on, or relating to the Notes, are subordinated and junior in right of payment to the prior payment of all Senior Debt of the Company pursuant to Article 10. In furtherance of the foregoing, each Guarantor agrees, and the Trustee and each Holder by accepting a Note agrees, that the subordination and related provisions applicable to the Obligations The obligations of each Guarantor under its Subsidiary Guarantee by virtue of the preceding sentence pursuant to this Article 11 shall be as set forth in Article 10 as if each reference junior and subordinated to "Company" therein were instead a reference to "a Guarantor", each reference to "the Senior Debt of such Guarantor on the Company" therein were instead a reference to "Guarantor Senior Debt of each Guarantor" and each reference to "Notes" therein were instead a reference to "this Subsidiary Guarantee", with such appropriate modifications same basis as the context may requireNotes are junior and subordinated to Senior Debt. For the purposes of the foregoing sentence, the Trustee and the Holders of Notes shall have the right to receive and/or retain payments by any of the Guarantors only at such times as they may receive and/or retain payments in respect of the Notes pursuant to this Indenture, including Article 10 hereof. The In the event that the Trustee or any Holder shall have received any Guarantor payment that is prohibited by the foregoing sentence, such Guarantor payment shall be paid over and delivered forthwith to the holders of the Senior Debt remaining unpaid, to the extent necessary to pay all Senior Debt in full in cash or Cash Equivalents. Each Holder of a Note by its acceptance thereof (a) agrees to and shall be bound by the provisions of this Section 11.02 11.07, (b) authorizes and directs the Trustee on its behalf to take such action as may not be amended necessary or modified without appropriate to effectuate the written consent subordination so provided and (c) appoints the Trustee its attorney-in-fact for any and all such purposes. Consistent with the subordination of the requisite holders Subsidiary Guarantees, for purposes of any applicable fraudulent transfer or similar laws, Indebtedness incurred under any Credit Facility will be deemed to have been incurred prior to the incurrence by any Guarantor Senior Debt affected therebyof its liability under its Subsidiary Guarantee.

Subordination of Subsidiary Guarantee. Each Guarantor agrees, and each Holder by accepting a Series 6-1/2% Note agrees, that the Obligations obligations of each Guarantor under its Subsidiary Guarantee, are subordinated and junior in right of payment to the prior payment of all Guarantor Senior Debt on the same basis as the Obligations on, or relating to the Notes, Guarantee are subordinated and junior in right of payment to the prior payment of all Senior Debt Indebtedness of each Guarantor on the same basis as the obligations on, or relating to, the Series 6-1/2% Note are subordinated and junior in right of payment to the prior payment of all Senior Indebtedness of the Company pursuant to Article 10. V. In furtherance of the foregoing, each Guarantor agrees, and the Trustee and each Holder by accepting a Series 6-1/2% Note agrees, that the subordination and related provisions applicable to the Obligations obligations of each Guarantor under its Subsidiary Guarantee by virtue of the preceding sentence shall be as set forth in Article 10 V as if each reference to "Company" therein were instead a reference to "a Guarantor", ," each reference to "Senior Debt Indebtedness of the Company" therein were instead a reference to "Guarantor Senior Debt Indebtedness of each Guarantor" and each reference to "Series 6-1/2% Notes" therein were instead a reference to "this Subsidiary Guarantee", ," with such appropriate modifications as the context may require. For the purposes of the foregoing sentence, the Trustee and the Holders shall have the right to receive and/or retain payments by any of the Guarantors only at such times as they may receive and/or retain payments in respect of the Series 6-1/2% Notes pursuant to the Indenture and this First Supplemental Indenture, including Article 10 V hereof. The provisions of this Section 11.02 5A.02 may not be amended or modified without the written consent of the requisite holders parties holding a majority of Guarantor outstanding Senior Debt affected therebyIndebtedness.

Subordination of Subsidiary Guarantee. Each Guarantor agrees, and each Holder by accepting a Note agrees, that the Obligations of each Guarantor under its Subsidiary Guarantee, are subordinated and junior in right of payment to the prior payment of all Guarantor Senior Debt on the same basis as the Obligations on, or relating to the Notes, are subordinated and junior in right of payment to the prior payment of all Senior Debt of the Company pursuant to Article 10. In furtherance of the foregoing, each Guarantor agrees, and the Trustee and each Holder by accepting a Note agrees, that the subordination and related provisions applicable to the Obligations of each Guarantor under its Subsidiary Guarantee by virtue of the preceding sentence shall be as set forth in Article 10 as if each reference to "“Company" ” therein were instead a reference to "“a Guarantor"”, each reference to "“Senior Debt of the Company" ” therein were instead a reference to "“Guarantor Senior Debt of each Guarantor" ” and each reference to "“Notes" ” therein were instead a reference to "“this Subsidiary Guarantee"”, with such appropriate modifications as the context may require. For the purposes of the foregoing sentence, the Trustee and the Holders shall have the right to receive and/or retain payments by any of the Guarantors only at such times as they may receive and/or retain payments in respect of the Notes pursuant to this Indenture, including Article 10 hereof. The provisions of this Section 11.02 may not be amended or modified without the written consent of the requisite holders of Guarantor Senior Debt affected thereby.

Subordination of Subsidiary Guarantee. Each Guarantor agrees, and each Holder by accepting a Note agrees, that the Obligations of each Guarantor under its Subsidiary Guarantee, are subordinated and junior in right of payment to the prior payment of all Guarantor Senior Debt of each Guarantor on the same basis as the Obligations on, or relating to the Notes, are subordinated and junior in right of payment to the prior payment of all Senior Debt of the Company pursuant to Article 10. In furtherance of the foregoing, each Guarantor agrees, and the Trustee and each Holder by accepting a Note agrees, that the subordination and related provisions applicable to the Obligations of each Guarantor under its Subsidiary Guarantee by virtue of the preceding sentence shall be as set forth in Article 10 as if each reference to "Company" therein were instead a reference to "a Guarantor", ," each reference to "Senior Debt of the Company" therein were instead a reference to "Guarantor Senior Debt of each Guarantor" and each reference to "Notes" therein were instead a reference to "this Subsidiary Guarantee", ," with such appropriate modifications as the context may require. For the purposes of the foregoing sentence, the Trustee and the Holders shall have the right to receive and/or retain payments by any of the Guarantors only at such times as they may receive and/or retain payments in respect of the Notes pursuant to this Indenture, including Article 10 hereof. The provisions of this Section 11.02 may not be amended or modified without the written consent of the requisite holders parties holding a majority of Guarantor Senior Debt affected therebythe outstanding Indebtedness under each credit agreement included in the Credit Facilities.

Subordination of Subsidiary Guarantee. Each Guarantor agrees, and each Holder by accepting a Note agrees, that the Obligations of each Guarantor under its Subsidiary Guarantee, are subordinated and junior in right of payment to the prior payment of all Guarantor Senior Debt of each Guarantor on the same basis as the Obligations on, or relating to the Notes, are subordinated and junior in right of payment to the prior payment of all Senior Debt of the Company pursuant to Article 10. In furtherance of the foregoing, each Guarantor agrees, and the Trustee and each Holder by accepting a Note agrees, that the subordination and related provisions applicable to the Obligations of each Guarantor under its Subsidiary Guarantee by virtue of the preceding sentence shall be as set forth in Article 10 as if each reference to "Company" therein were instead a reference to "a Guarantor", each reference to "Senior Debt of the Company" therein were instead a reference to "Guarantor Senior Debt of each Guarantor" and each reference to "Notes" therein were instead a reference to "this Subsidiary Guarantee", with such appropriate modifications as the context may require. For the purposes of the foregoing sentence, the Trustee and the Holders shall have the right to receive and/or retain payments by any of the Guarantors only at such times as they may receive and/or retain payments in respect of the Notes pursuant to this Indenture, including Article 10 hereof. The provisions of this Section 11.02 may not be amended or modified without the written consent of the requisite holders parties holding a majority of Guarantor the outstanding Indebtedness under each credit agreement included in the Senior Debt affected therebyCredit Facilities.